Encounter
by Wolf Heart 13
Summary: Set a year before Phoenix Fire and B10AF season 1; Grandpa Max stops to refuel the Rust Bucket, and Gwen wanders off on her own. She comes across a certain someone she never expected to meet on the road.


**AN: hellooooo! :D So, I was sitting minding my own business and revising (hahahahhahahaha!) when the first episode of alien force, season 1 came on, and then I thought 'yeah, I read somewhere on teh internets that Kevin and Gwen saw each other in the five intervening years between the original series and alien force. I'm going to make up my own version of it!' and since this is fanfiction and AU (kinda) I can make up whatever I like :)**

**So this is a sort of prequel to my story Phoenix Fire. If you haven't read it, please by all means check my profile and read it**

**Also, this is meant to be a oneshot, but knowing me I'll probably change my mind at a later date yet to be determined. So stay tuned!**

**DISCLAIMER: if I owned Ben 10 season 3 would have been SOOOO different. Sadly, I don't, so I don't get a say in anything. SADFACE!**

_**Encounter**_

"Wow!" Ben had his face pressed against the glass window of a store selling games. "The new Sumo Slammers video game!"

Steph put her hands on his shoulders and jumped so she balanced, braced against him and the glass window. "So? What's so awesome about that?"

"Sumo Slammers!" Ben enthused. "How could you _not_ know?"

"Simple. I have better ways to waste my time than watching TV," she dropped back down to the ground and made a beeline for the ice-cream vendor.

"Like what?" Ben demanded, running after her.

Gwen sighed, leaning against the side of the Rust Bucket. She had been looking forward to having another person on this road trip with them, but Ben had hijacked Steph and they had left her in the RV alone.

"Something wrong?" her grandfather laid a hand on her shoulder.

"They just _left_ me!" she whined.

"Go on," he laughed, nudging her to go after them. "I have to tank up on gas and then go meet a friend of mine, so you three stay out of trouble. Stretch your legs for a bit, it's a long drive home."

Gwen stalked off after her cousin and their friend, and took a sharp turn when she saw them lobbing ice cream at each other.

It had been a fun Spring Break, since their old friend Steph had come with them this time round. Still, the novelty of having a fourth person on board had worn off now they were on the home stretch. Steph and Ben were on a roll, and Gwen didn't want to stand around and be embarrassed by them. Sharing DNA with one of them was bad enough…

Instead, she meandered around the small shopping mall looking at the items for sale in the windows, and wondering where she could find something moderately healthy to eat. Looking at a jewellery shop, she saw a shadow over her shoulder in the reflection.

Gwen spun round, only to find no one behind her. She chanced a glance at the reflection again before quickly walking away. It was eerily quiet all of a sudden, which made her feel uneasy; she couldn't even hear Steph and Ben fighting anymore.

She quickly retraced her footsteps back to the entrance, and saw no sign of them, or Grandpa Max. The Rust Bucket was still there, so Gwen let herself in and grabbed a soda from the refrigerator.

Ten minutes later, after she had waited for the others, Gwen decided to go look for them. She took her soda with her outside, and set off in search for a trail of destruction that would lead her to her cousin and their friend.

She had been trying to teach herself how to track people using magic, but she wasn't very good at it. Her best bet was to use her intuition and rely on past experience to lead her to them.

Ben had been wearing a black t-shirt and jeans, and Steph had been in her favourite pair of mangled jeans and a plain khaki tank top, both of which were not discernable among the few people that were around.

As she skirted around the complex, the feeling of being watched crept up on her. Gwen half expected to hear footsteps behind her, followed by Steph or Ben swooping down and knocking her over with a laugh.

But nothing happened.

Gwen hated the mounting feeling of tension; it tugged at her mind and distracted her from her search. She bit her lip, turning a corner, and felt her blood run cold when she _did_ hear footsteps from behind.

She spun round, heart hammering in her chest, hoping it was Steph making a sneak attack on her.

There was no one there.

"Steph?" she called, her voice echoing off the glass and metal down the hall. "Ben? Is that you?"

The only answer was her reverberating voice.

Disturbed, Gwen walked on ahead, trying to calm herself down. They were messing with her, that was all. Nothing was wrong…

The footsteps started again.

Throwing a glance over her shoulder, she saw nothing, and the footfalls stopped. The moment she began walking again, they started again. And they weren't familiar footsteps either; Steph had long legs that made a longer rhythm when she walked, and Ben had a heavier gait than the one she could hear now.

Making a sharp turn into a shop, Gwen hoped to shake off whoever it was that was following her. There was no one in there, not even shop assistants; she was really freaked out now.

She passed a platform, which housed some dummies modelling dresses, when someone grabbed her from behind.

Gwen was about to scream, when a hand was clamped over her mouth. Something cold and slender was pressed against her throat, and she ceased struggling.

"That's it," crooned a man's voice in her ear. "Good girl. Keep quiet and we'll let you go,"

Her mind was in a full-blown panic. Every scenario she had been given in karate training had involved hand-to-hand combat, and had not factored in a knife.

Something slipped over her eyes, and she felt a knot being tied at the back of her head. Something rough and heavy was wrapped around her wrists, before a hand forced a bundle of cloth into her mouth. The weight was swept out from under her feet, and she was carried off somewhere.

Gwen still wasn't good at using magic without speaking, and she was bound and gagged; there was nothing she could do but hope that Ben and Steph found her and went mental on her captors asses.

"Hey!" a new voice reached her ears, and she prayed that they would stop and help.

"Where do you think _you've_ been?" the man holding her demanded.

"Around. What's going on?"

"This pretty little girl," Gwen cringed, "will fetch a high ransom. I suppose you know who she is?"

"Never seen her before." The voice dismissed.

Gwen frowned, unseen by the blindfold. That voice, it sounded vaguely familiar, though she couldn't place it…

"I think you'll remember the famed Ben 10?" another voice said.

"What of him," the just about recognisable voice said sharply.

Gwen's stomach plummeted; Ben was bound to have a few enemies still out there, even if he'd taken the watch off. As a close family member, she was a target for getting at him. She knew he'd give in to any demands to save her, no matter what.

"This is his sister. He'll do what we ask as long as we have her,"

There was a strained pause.

"He has no sister."

"Well, some relation. Possibly a cousin; they have the same Grandfather who owns that heap of junk at the gas station."

She felt angry on the RV's behalf; it was much more than a mere heap of junk.

"So, what did you call me here for?"

"This," there was a snap like a metal clasp being undone, and the rustle of some fabric.

"A scarf?" they said flatly.

Gwen's captors clambered at once to explain.

"It's not a scarf,"

"It's a high density cloth that can withstand anything up to a bomb exploding on it."

"In pink?" the voice was dripping with sarcasm.

"Shall I demonstrate?" someone asked.

"Go on then,"

Gwen felt something rough and heavy cover her skin, and realised she was about to become a test dummy. She tried to protest, but her attempts were in vain.

"No,"

"Why not?"

"She has nothing to do with this."

She silently thanked whoever it was for intervening.

"Going soft, are we Levin?"

That name rung a bell…

"I think it would more interesting if I watched _you_ two test it out."

"If you insist,"

Gwen was dumped unceremoniously on the floor, and she lay completely still while they talked and – by the sound of it – stabbed at each other with cigarette lighters.

All the while, her mind tried desperately to piece together the information she had managed to glean before they had dropped her in the corner.

"Okay, how much you want for it?"

"Two hundred Zenni,"

"You're crazy. It's not worth that much,"

They argued for a bit, before they came to a mutual agreement.

"Pleasure doing business with you," said one of her captors.

"What about her?" the other person asked.

"We'll just leave a little note for our friend to find, and he'll come after us. She'll fetch a high price on the slave market,"

Gwen's blood ran cold.

"You sicken me," the other person spat.

"Oh yeah? _You _sicken more than a few people yourself, you know."

"It's not like she's important," the other one breathed, right in her ear.

Gwen cringed and tried to pull away, but a hand grabbed her chin while the other caressed her cheek. There was nothing she could do to stop it.

"Yes, she'll be a rather attractive offer to the Bernages. She's quite a pretty little thing, isn't she? So delicate…"

His hand trailed down her throat, and further down still.

She couldn't remember the last time she hade been this terrified.

"Leave her alone,"

"You're in no position to be making demands, Levin."

"I said, _leave her alone_."

The man drew away from Gwen, and she tried to crawl against her bonds to get away.

"Or what?" came the mocking reply.

"Or this," there was a split second pause before the sound of metal against flesh rent the air, and the thud of a body falling to the ground.

"Hey!"

Gunshots ensued.

Someone grabbed Gwen and she was thrown over their shoulder. The rough fabric was pulled over her again, and she felt the person beneath her running. There were shouts and yells, followed by more gunshots.

Suddenly, it was quiet, and Gwen was once again dumped on the ground. The cloth was pulled off of her, and then a more gentle pair of hands reached behind her head.

If Gwen hadn't been so afraid, she would have given the person a piece of her mind.

The blindfold fell from her eyes, and she had to blink before she could see properly. The person before wasn't an adult, like she had originally thought; he couldn't be anymore than a year older than her, and it wasn't until he looked her in the eyes that she fully recognised who he was.

She vividly remembered those flat, black eyes from four years ago.

He yanked the cloth that was bundled in her mouth, and her jaw hung open in disbelief.

Last she had seen him, he had been a horrible miss-mash of aliens melded together, trapped in the Null Void.

Now he was kneeling before her, carefully undoing the thick ropes around her wrists and ankles; fair skinned, dark haired, warm, soft and definitely human.

"Kevin?" she asked, her voice no more than a whisper.

His head snapped up sharply from her hands, and she felt the full force of his glare like a knife.

"What?"

She was so stunned she didn't speak until he had unbound her legs.

"How did you…?" she couldn't formulate a question – she stuttered and stumbled over the words as he frowned down at her in a disapproving way. "What are you do…where did you…_how_ did you…what's-?"

She stopped when he placed the palm of his hand against her lips.

"It's a long story. You okay?"

She nodded dumbly.

"'Kay. Those two didn't hurt you?"

"No…" terror faded away in favour of awe as she looked up at him.

Gwen was suddenly very aware that they were behind a skip outside the back entrance of the building, extremely close to each other, and she was wearing shorts and a thin purple spaghetti strap top.

"Why are you here?" she managed to say in an even tone, thought her voice was low.

His eyes remained unreadable. "A deal. Though I didn't expect to see _you_ here," his tone was accusing.

"You remember me?" that was surprising.

"Yeah," he sneered. "Tennyson's annoying, whiney cousin."

His comment stung, and that must have showed on her face, because his expression softened somewhat.

"You're Gwen."

Her heart fluttered in a different way to how it had earlier. "You didn't answer my first question." She pointed out, suddenly breathless.

He looked at her with the strangest expression on his face for a long time before he spoke. "I was let out."

"What?"

"I did my time, I was let out."

She hadn't expected that answer, so she was once again left speechless.

"You never used to be this quiet," he commented, almost teasing.

She glared at him. He chuckled in response, and she felt her cheeks burn.

Then, a horrible thought struck her. Maybe he had rescued her from the other two men, only to use her to get at Ben. Her heart picked up pace again, this time charged by fear.

"Since I answered _your_ question," he said slowly and deliberately. "You can answer _mine_."

She waited in terrified silence for the question.

"What are _you_ doing here?"

"Err," she tried to swallow. "O-on holiday. With Grandpa and Ben," she left Steph out of it; she couldn't hide the fact that Ben was around, but she might be able to protect Steph. Grandpa Max had to have _something _in the Rust Bucket to help fight back.

"Fair enough," Kevin said evenly.

Another question sprung to mind, and Gwen blurted out before she could stop herself. "How did you…? You know…"

"What?" he demanded.

"Last time I saw you, you were," she stopped mid-sentence when she saw the look on his face.

He looked away, his expression twisted with pain.

"What happened?" she asked in a small voice.

He fixed her with an intense stare, which made her blush again.

"I grew up."

"Huh?" Gwen blinked.

"I'm not a kid anymore." He snapped. "I'm a teenager."

She allowed herself a moment to look him over, and what she saw reinforced his statement.

Kevin was no longer the scrawny kid he had once been; he has fleshed out into a rather muscular, well-defined teen. Even though the situation was far from safe, Gwen found herself admiring his physique.

His skin was very fair, contrasting with his black hair that had all the blue and green raven hues in it. And his eyes…like two orbs of onyx, or obsidian. Broad shouldered, powerfully built; Gwen was hyper aware of how easily he could silence her by a mere flick of his hand around her throat.

They stared at each other for a long time; petrified silence on her part, and a calculating indifference on his.

Her heart went haywire when he raised his hand and his fingers brushed against her throat.

That was it. He was going to kill her, and there was nothing she could do to stop it. She couldn't even warn Ben…

Gwen closed her eyes and held perfectly still, hoping it would at least be quick and painless.

His fingers traced a line across her skin, just barely touching her, like he was trying to be gentle.

Slowly, Gwen opened her eyes, and saw the disapproving look in his as he examined her neck. Kevin withdrew his hand, and she raised her own to find out what had caught his attention. With her other hand, she pulled a small compact mirror from her little string bag she had had over her shoulder the whole time.

There was a thin line of beaded blood, smeared in some places where her fingers had pressed against the maimed skin.

She wasn't sure what was more disturbing; the fact that she had been bleeding and hadn't known about it, or that Kevin seemed not to approve of it.

Gwen jumped right out of her skin when her call phone started ringing. It was some new soppy pop song about being in love; the tone assigned to the contact list marked 'FAMILY'. Ben or Grandpa must be calling her.

She automatically reached for her pocket, but once it was in her hand, Kevin snatched it from her. Gwen flattened herself against the wall, scared that he was about to hunt Ben down, and she couldn't give him the heads up.

Kevin hit the call button, and then the loud speaker.

"_Hey, Gwen._" Ben said cheerfully.

Gwen stayed perfectly silent, not entirely sure what Kevin was planning.

"_Gwen, you there?_"

She couldn't bring herself to cry for help. If she ratted Kevin out, he would either harm or kill her, which would make Ben coming running to help her. She couldn't put him in danger like that.

"_Gwen? Can you hear me? Grandpa's tanked up on fuel and food, we're leaving in ten minutes. Where are you?_"

Kevin was watching her intently, which made her already over worked heart sprint again in fear.

"_You okay? Gwen? Say something-!_"

Kevin balled his hand into a fist, crushing the phone in his hands with a snapping noise as the plastic covering split apart. She watched as her cell was reduced to a mangled pile of metal and plastic, and fell from his hand to the ground.

Her eyes widened further when she saw that his hand, and most of his arm, was covered in the same substance that her phone was made from. Even as she watched, it receded so that his skin was visible again. Only then did she noticed he was wearing a pair of ripped and dirty jeans that put even Steph's attire to shame, along with a grey t-shirt that could have been any colour underneath all the grime.

She felt sick to her stomach, almost to the point where she felt like retching. Ben didn't wear the omnitrix anymore, he couldn't defend himself, and there was no way Grandpa wouldn't be ready for him if Kevin decided to spring on them.

Kevin opened his mouth to say something, but she cut across him.

"Please!" she begged, "Don't hurt Ben. I know he sort of deserves it most of the time, but-"

"Excuse me?" Kevin was incredulous.

"Take it out on me," she insisted. After all, if she hadn't wandered off, she wouldn't have met him again, and Ben wouldn't be in danger. "I won't let you hurt my cousin," she tried to sound brave and fearless, but inside she was terrified.

The look on his face was one of utter disbelief. "You'd rather I kill you than Ben?"

She nodded, not trusting her voice to stay even.

Another moment of silent scepticism, Kevin snorted and shook his head. "You're amazing."

Gwen closed her eyes, waiting for the blow.

It didn't come.

"I'm not going to kill you."

She looked up at him again.

"I was here strictly on business. I couldn't care less about your cousin," his eyes hardened at the thought. Suddenly, he stood up, and took a few steps back.

Gwen couldn't believe the turn of events.

"But," he added menacingly, towering over her and blocking out the sunlight momentarily. "You can give him a message from me."

She waited, her breath catching in her throat.

"If he _ever _interferes with my affairs, I'll kill him."

He looked at her expectantly, and she nodded speechlessly.

"Gwen?"

Ben's voice rang out loud and clear in the air down the alleyway, just around the corner.

She looked towards the source of the noise, relieved and apprehensive at the same time.

"Gwen, where are you!"

He rounded the corner, and saw her on the ground by the skip.

"Gwen!" he said again, running to her. "Where have you been? We called you a million times!"

She looked up, and saw Kevin had disappeared. She shouldn't have been surprised, but his departure had been so abrupt.

"Gwen?" Ben was knelt down by her side, hands on her shoulders. "You okay? You look like you've seen a ghost,"

"I-" she took a deep breath to steady herself. "I don't feel well,"

"What are you doing out here?" Ben frowned.

"I…wanted some fresh air," she said lamely.

Ben wrinkled his nose at the skip. "Sure," he didn't believe her. "Here," he took her arms and heaved her to her feet.

"Thanks," she said gratefully, not sure her legs would support her.

"What about your cell?"

"Oh," Gwen tried to kick the mangled ball into the corner. "I…think I was pick pocketed. Err…I wanted to call you, but I couldn't find it."

"Come on," Ben towed her back towards the complex. "You don't want to miss Grandpa's special wombat omelettes." He pulled a face at the thought.

Gwen managed a laugh. She looked over her shoulder as they left the skip behind, but she didn't see anything.

Steph was waiting on the steps of the Rust Bucket, moaning about how long they had been waiting and how hungry she was. She and Ben had snuck a huge supply of potato chips, candy bars and various other junk foods onto the Rust Bucket, and under their pillows. They wouldn't starve this spring.

Gwen couldn't resist another quick look before they set off, just in case Kevin was watching. She didn't see anything as they pulled away from that lonely pit stop.

"Hey," Steph dropped down beside her, giving Gwen a dig in the ribs.

"Mmm?"

"You look spaced out. Everything alright?"

"Yeah…yeah, I'm fine." Gwen insisted.

"Good good," Steph grinning, sapphire eyes twinkling. Her hair was loose, handing over her shoulder and shielding her face from the front of the RV. She shoved a packet of crisps into Gwen's hands before bouncing off the annoy Ben some more.

Gwen looked up in time to see Steph jump and land on Ben's back, before the two of them fell to the floor with a crash.

"Now, now you two," Grandpa said sternly from the drivers seat.

Gwen smiled to herself, shaking her head. She turned her attention to the window again, and watched the dust clouds billow out in their wake.

Seeing Kevin again after four years had been completely unexpected. What was more amazing were his actions; he could so easily have killed her and gone after Ben.

But he hadn't.

Why was that?

And the way he had seemed concerned that she had been hurt by those two thugs…

Trying to be inconspicuous, Gwen licked her finger and tried to wipe the blood away. It had dried up by now so it came away easily.

Maybe, Kevin had actually changed.

Maybe, deep down under all the psychotic tendencies and the bad memories, he was a good person.

---

Just to make sure she made good on her word, Kevin followed the RV as far as the next town, before giving up. Much as he would like to beat Ben to a pulp, the look in his cousin's eyes had dissuaded him.

She was small, much smaller than he was; petite compared to most girls he had known. Her body was so fragile, like the smallest force could break it.

But her eyes…they belied an iron strong will. She had demanded that Kevin dish out whatever revenge he had for Ben on her; just to protect him from Kevin.

Whatever his feelings towards the Tennysons, he had to admire her for that.

A couple of months later, he saw her again from a distance. She was shopping with a couple of other girls; smiling and laughing at what they were saying, and picking out clothes from the street market in Bellwood. Her two friends were both brunette, though one was dark skinned and wearing bright pink clothes, while the other had fair skin, and wore jeans and a green t-shirt. Gwen herself was wearing a deep green tank top and a white, knee length skirt.

Curious, he had followed her as she and her friends moved from shirts to scarves, and then to jewellery.

Gwen broke away from the other two to look at a stall with all different kinds of bangles made from solid, good quality metal.

Unable to resist scaring her, Kevin checked the area to make sure Ben wasn't around, before sneaking up behind her.

"Hello," he began.

Gwen screamed, dropping the bags in her hands.

Realising his mistake, Kevin clapped a hand over her mouth.

She spun round with raised fists, then lowered them when she saw who it was.

"Kevin?" she asked in a small voice.

He just looked at her, memorising the colour of her eyes.

"What are you doing here?" she hissed, fear evident in her wide eyes.

"Just having a look around." He shrugged, lifting a golden bangle for inspection before dropping it in disgust. It wasn't real gold, just gold painted copper.

Gwen didn't move, frozen in place.

"Something wrong?" he taunted.

"Why did you leave us alone?" she said in one breath.

Kevin put down the red and green bangle in his hand, and turned towards her again. He took his time in answering, trying to find the right words. He knew _exactly_ what she was talking about.

"I felt like it," he said nonchalantly. "You passed on my message?"

"No…" she said uncertainly, shifting her weight from foot to foot, clearly uncomfortable.

"Do." He said.

He felt a hand on his arm, and turned away from the boxes of jewellery again to look at her.

"Why?" she repeated quietly.

For once, Kevin found himself lost for words. "My quarrel's not with you," damn, did he just say that?

"You could so easily have got to Ben through me," she pointed out.

Gwen had him there.

"I…" he had nothing to say to that.

Suddenly, her face lit with a small smile. "I knew it," she said to herself.

"Knew what?" he demanded sharply.

Gwen looked affronted by his tone, but he quickly masked her feelings.

"You've changed," she said simply.

Kevin snorted derisively. "Yeah right," he shook his head, laughing at the insanity of the statement.

He spun on his heel and walked away towards the bus stop. As he did so, he heard her voice, clear as a bell amongst the noise of the market, saying, "Goodbye,"

Kevin flung himself into a corner of the shelter, and sat thinking deeply.

So, Tennyson's cousin thought he had changed, did she?

He brooded over the likelihood of such a thing happening. He had rescued her from those two men because they had been planning on selling her into the intergalactic slave trade. That was a nasty, vicious business; if he hadn't stopped them, she just may have committed suicide to escape the horror. The Null Void was only slightly worse, and in a few small ways, better; at least there he had been able to move around, with some warped sense of freedom.

From what he knew of the Bernage people, who had strict customs and beat their underlings for the slightest misdoing, he wouldn't expose someone to that. Plus, it had been Tennyson's cousin.

And that was important…why?

He had threatened her, using Ben as an excuse, and yet she had stood there, looked him in the eye, and implied that she thought he was a good person.

He frowned. Why was that?

The sound of giggling drifted through the air, and the two girls he had seen before with Gwen, dragging her between them, walked by. She was wearing one of the bangles that Kevin had picked up and looked at.

He stood up and watched them as they walked a couple of blocks and turned down a side street. Kevin blinked, but the image of her smile was still imprinted on the inside of his eyelids.

Weird…he had the strangest urge to follow her. Which he knew was ridiculous; she was nothing to him but a vague acquaintance through a former nemesis. Nothing special about that…

…Right?

_~One year later…~_

He should have known things wouldn't be so simple; that wasn't the way his life worked.

But Gwen laid a hand on his shoulder, speaking comforting words, and he couldn't take his eyes off her.

She alone out of everyone else had reached out to him, even when he didn't deserve it in the slightest.

In that moment, he knew that if she went somewhere, he would follow her, anywhere.

---

**And there you have it! It was meant to be waaaayyyyyyy shorted than that, as a oneshot, but it just kept on going…**

**I apologise for any grammatical errors and misspellings, since my computer spacked out on me and I couldn't spell check ANYTHING (stupid computer!!!)**

**So! Please give me feed back, I love hearing from my readers :) my other story Pack Animal is in the works, I had to put that on hold because I accidentally told it to save in another folder, somewhere on my desktop…it's there somewhere, I'll find it! ;)**

**xxx**


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